BioShock’s Terrifying Predecessor Turns 15 Today

BioShock’s Terrifying Predecessor Turns 15 Today

Before there was BioShock, there was System Shock 2. The first full title produced by Irrational Games when it was still a tiny spin-off from Looking Glass Studios, this terrifying hybrid of a first person shooter and RPG first came out 15 years ago today. Let’s all remember in turn just how scared we were when we first stepped into the Von Braun spaceship.

I first picked up System Shock 2 up after I heard about the lineage it shared with the original Deus Ex, another stellar first-person RPG. Both of these now-legendary games were heavily inspired by the original System Shock, which came out for the PC in 1994. Even by the standards of late-nineties PC games, System Shock 2 didn’t look great. Its monsters were chunkily polygonal, and they moved around the game’s gloomy spaceship setting in a slow, plodding way. This is just a cheap rip-off of Event Horizon, comparing it to a campy cyberpunk movie about people dying in a remote spaceship.

Little did I know what was in store for me. Shortly after starting the game up and walking through the preliminary character-building section, I was dropped into the Von Braun and told by a disembodied voice coming from an intercom about what had just gone wrong. Apparently all hell had broken loose on the spaceship, and we were two of the only people left alive. I was supposed to rendezvous with this woman, Dr. Janice Polito. But doing so involved winding my way through several areas of the ship crawling with zombified versions of my former fellow passengers.

I spent the next several hours hiding in various closets. Every so often, I’d peek out to try to kill off one bad guy or another whenever I summoned up the courage to do so. Then I’d jump straight back into the relatively comfort of a dark corner and wait.

Very little was impressive about System Shock 2, visually speaking. But something about the game terrified me, and still terrifies me to this day every time I’ve revisited it. Monsters would call out with desperate whines whenever you were nearby, building up the anticipation before you ever met them face-to-face. Audio logs gave macabre clues about all the horrible things that had gone down on the ship. And pretty soon, disembodied voices would fill your ears with ominous messages about something even worse that was still in store. It was a stranded spaceship full of rotting carcasses and killer monsters, but the game still gave the impression that something else was amiss.

All this worked towards the game’s iconic scene when you finally step into the room to meet Polito and the story’s real villain is revealed:

You can see how this scene had a big impact on the career of Ken Levine, who wrote System Shock 2. He applied a similar twist to the end of BioShock’s story eight years later when the game revealed to its players that the phrase “Would You Kindly” was actually being used to control the mind of that game’s player character. “Would You Kindly” is now such an iconic turn of phrase in gaming that it’s become a meme in its own right.

I’ve always preferred the way that Levine applied the twist in his earlier work, however. In BioShock, the story takes a big twist close to the end of the game. This leaves the player with little to do other than work their way towards to final boss who just revealed his true nefarious intentions to you. In System Shock 2, SHODAN pulls back the curtain in the middle of the game to show the player both that they haven’t been working for the person they thought they were helping, and that they’re going to have to keep following an evil computer’s orders if they want to make it out of the Von Braun alive and in one piece.

You realise that you’ve been tricked. But the game doesn’t stop there. It makes you live with the consequences of being duped. And then it makes you keep playing the game the same exact way, even though you now know you’ve been duped. Before it ever gives you a clue for how to beat SHODAN, or at least escape the Von Braun, System Shock 2 makes you feel completely and utterly powerless. And that is frightening in a way few other games manage to be.

Irrational Games closed down earlier this year after it released BioShock Infinite. And Ken Levine has moved onto other projects now that he’s left BioShock behind. The possibility of another true System Shock game looks less and less likely. It is it surprising, then, that fans are still trying to recreate System Shock 2’s greatest scene anew?

Happy birthday, System Shock 2. Thank you for all the sleepless nights.


  • Still easily my favourite game of all time.
    Played this to completion so many times… Ah the memories.

  • System shock 2, to this day still the most amazing game ever. might have something to do with the fact that it was the first survival horror / fps / rpg / that sort of game that i ever played. lol.

  • We played this game co-op on a LAN for ages on the hardest difficulty.. In my top 10 games.

    • Played it with my brother a year or two ago and it was still awesome. Granted, meeting polito didnt have the same effect it did the first time I met her, but I still think it’s the most awesome scene in a game. Will never forget that lone narrow corridor to Polito’s office…

  • It saddens me that I had missed this classic game from back in the day. I will have to look it up on steam and see what everyone is raving about 🙂

    • I revisited it again a few months ago, it’s still awesome. The graphics have aged terribly but once you get past that and its clumsy interface, the core mechanics are still solid and the story and atmosphere are great. I think there’s a few mods to sharpen it up a bit too.

  • i picked this up back in the day for $10. absolutely loved it. got depressed that it wouldn’t run on anything after win98se……saw it on steam during the summer sale and picked it up for $3.99. finished it five times now in the two months i’ve had it. i wish looking glass studios had stuck around to see what else they could of made with better technology.

    • I never finished it, I only got a few hours in before I upgraded to Windows XP and then I could never play it again! I own it on steam now and really must get back into it.

  • Shodan, guilty spark 343, glados, mother brain, the list of AI turned evil could go & on. but the scary thing is this: shodan may have inspired thee glados & given other people ideas on creating other genocidal AI, WHICH IS SCARY ENOUGH, but to know that this AI did this to all but 1 passenger reminds me of the AI of a visual novel series that patricia hernandez did some articles on, in which this AI had a name that was straight of a ghost story & did this to its ship’s population in 1 fell swoop by turning off the life support is something you’d expect shodan would of done. Happy 15th b’day to a game that launched multiple nightmares

  • Still the best game in ever.

    Anyone who wants to replay this and can’t handle the graphics, try getting the latest versions of the visual upgrades and bug fix mods on TTLG (Through the Looking Glass forum).

    You should be getting SHTUP, Four Hundred, Rebirth and Tacticool for visual upgrades (Objects, environment, enemies, and weapons respectively), ADaoB for bugfixes, Deep Fried Beer’s Sound Mod for weapon sounds, and maybe the cisual ones by Vurt if you want to see pretty skyboxes.
    You might also want to use the Mod Manager to make sure they all play nice.

    With all of that, you have a MUCH prettier game with very little change to the actual gameplay.

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